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<h1><a href="https://archiveofourown.org/works/25028281">Spider-Man: Great Power (Season 1)</a> by <a class='authorlink' href='https://archiveofourown.org/users/allnewbrandon/pseuds/allnewbrandon'>allnewbrandon</a></h1>

<table class="full">

<tr><td><b>Category:</b></td><td>Fantastic Four, Marvel, Marvel Team-Up, Spider-Man - All Media Types</td></tr>

<tr><td><b>Genre:</b></td><td>Gen</td></tr>

<tr><td><b>Language:</b></td><td>English</td></tr>

<tr><td><b>Status:</b></td><td>In-Progress</td></tr>

<tr><td><b>Published:</b></td><td>2020-07-02</td></tr>

<tr><td><b>Updated:</b></td><td>2020-07-02</td></tr>

<tr><td><b>Packaged:</b></td><td>2021-05-04 08:00:22</td></tr>

<tr><td><b>Rating:</b></td><td>General Audiences</td></tr>

<tr><td><b>Warnings:</b></td><td>No Archive Warnings Apply</td></tr>

<tr><td><b>Chapters:</b></td><td>1</td></tr>

<tr><td><b>Words:</b></td><td>4,846</td></tr>

<tr><td><b>Publisher:</b></td><td>archiveofourown.org</td></tr>

<tr><td><b>Story URL:</b></td><td>https://archiveofourown.org/works/25028281</td></tr>

<tr><td><b>Author URL:</b></td><td>https://archiveofourown.org/users/allnewbrandon/pseuds/allnewbrandon</td></tr>

<tr><td><b>Summary:</b></td><td><div class="userstuff">
              <p>As likable but closed-off teenager Peter Parker enters his first year of college, he finds that the only things more daunting than his personal life are the brand new challenges he faces as the amazing Spider-Man. If he’s going to survive New York’s worst, he’ll have to team-up with friends old and new.</p>
            </div></td></tr>

<tr><td><b>Kudos:</b></td><td>2</td></tr>

</table>

<a name="section0001"><h2>Spider-Man: Great Power (Season 1)</h2></a>
<div class="story"><div class="fff_chapter_notes fff_head_notes"><b>Summary for the Chapter:</b><blockquote class="userstuff">
            <p>Peter Parker’s first year at the Horizon Institute starts off with a bang as he and the Human Torch face off against frightful Flint Marko, a thug transformed into the sinister Sandman by Fantastic Four technology.</p>
          </blockquote></div><div class="userstuff module">
    
    <p>The series opens on the glistening skyline of New York by night. We close in on an abandoned, worn-down warehouse. After a few moments of peaceful silence, a scruffy brunette man in a tan jacket and a dark green shirt bursts out the front door, sprinting down the sidewalk.</p><p> </p><p>::<b>Thug #1</b>: Get back here, Marko!</p><p> </p><p>Gunfire soon follows him, blasting through the rickety wooden door in bright yellows and oranges. </p><p> </p><p>::<b>Thug #2</b>: Sorry, Flint, but the boss ain't letting you go after the stunt you pulled! </p><p> </p><p>He quickly looks back at the trio of hitmen following him, a terrified expression on his face. Flint glances down at his belt and grabs his pistol, firing back at them to no avail. He ducks underneath and dodges their shots before making a sharp turn down an alleyway as they give chase. </p><p> </p><p>::<b>Thug #1</b>: Looks like he's gonna make trouble for us.</p><p> </p><p>Flint crashes through a pair of trash cans, spilling garbage in the thugs' path. The third thug slips on a banana peel, falling on his back. The first thug, clearly the most dominant personality, slaps the back of his head.</p><p> </p><p>::<b>Thug #1</b>: Idiot! He's gonna get away.</p><p> </p><p>The second thug helps his fallen friend up, mouthing an apology for their leader's rudeness. Flint slides across a patch of concrete slick with water towards a construction site. He leaps into the air and grabs onto a girder, swinging into a nearby sand pit.</p><p> </p><p>::<b>Flint</b>: Oww...</p><p> </p><p>His body and face covered with sand, he slowly picks himself up. Before he can dust himself off, a bullet hits a nearby steel column. His eyes go wide as he dashes into the street, passing skyscraper after skyscraper. </p><p> </p><p>::<b>Flint</b>: Come on, come on…</p><p> </p><p>The thugs hit building after building, shattering windows and piercing bricks, but Flint manages to stay one step ahead. They blast open the biometric scanner at the entrance of a high-tech building, causing the doors to slide open. Flint lets out a sigh of relief and dashes inside, the head thug growling in frustration. The camera pans up to reveal that the sleek skyscraper is the Baxter Building. </p><p> </p><p>::<b>Thug #1</b>: Come on out, Marko!</p><p> </p><p>The trio looks around the unlit lobby of the Fantastic Four's headquarters. The third thug uses his phone's flashlight feature to illuminate the room, revealing displays of fossilized sea monsters, magical artifacts, and advanced prototypes. The second thug points at the floor. </p><p> </p><p>::<b>Thug #2</b>: Wait a second, Tony, shine down there.</p><p> </p><p>Tony points the light downwards, revealing a trail of sand left by Flint. </p><p> </p><p>::<b>Thug #1</b>: Not bad. </p><p> </p><p>The thugs follow the trail into a sprawling room labled the "Fantastic Lab", chock full of in-development inventions. </p><p> </p><p>::<b>Thug #2</b>: We know you're in here, Flint. Give it up, man.</p><p> </p><p>The first thug blasts through a black and white Fantastic Four suit, riddling it with bullet holes. He points at a massive telescope.</p><p> </p><p>::<b>Thug #1</b>: Blast it, boys.</p><p> </p><p>They fire at their target, causing it to spark and smoke. This prompts a jittery Flint to reveal himself by firing back from behind a cylindrical device only slightly larger than he is. The thug grins and aims at the invention. </p><p> </p><p>::<b>Thug #1</b>: We got him.</p><p> </p><p>Before Flint can make a run for it, the hitmen all shoot at the device at the same time. Light pours out of it before it explodes, knocking the thugs back and hitting Flint with a blinding blast of blue energy. </p><p> </p><p>::<b>Flint</b>: AGHHHHH!</p><p> </p><p>The sand covering him sinks into his skin. Inside his body, we see his heart turn to stone and his blood becomes sand. His very DNA is altered, each strand being laced with grains of sand. Outside, his entire body is replaced with sand as he stretches out his arms. The thugs watch in terror.</p><p> </p><p>::<b>Flint</b>: AHHHHHHHHHHHH!</p><p> </p><p>Flint releases a blast of sand, and as the camera swings around to the criminals, we see that they've been turned to sand. The shot lingers on their faces, frozen in time, before they collapse into piles of sand. The scene cuts to black.</p>
<hr/><p>The intro begins with a scene of Peter Parker strolling down the sidewalk as he narrates.</p><p> </p><p>::<b>Peter</b>: My name is Peter Parker.</p><p> </p><p>We see a picture of a younger Peter in-between Uncle Ben and Aunt May.</p><p> </p><p>::<b>Peter</b>: Three years ago, I was just a normal fifteen year old kid from Queens being raised by my uncle Ben and my aunt May.</p><p> </p><p>At an Oscorp lab, a red and blue spider lowers itself onto Peter's hand and, in a close-up, bites him. </p><p> </p><p>::<b>Peter</b>: During a school field trip to an Oscorp lab, I was bitten by a genetically altered spider.</p><p> </p><p>His eyes turn black, a streak of blue runs through his blood, and spiders cover a strand of his DNA.</p><p> </p><p>::<b>Peter</b>: That accident gave me spectacular superpowers which I used for selfish purposes.</p><p> </p><p>In a wrestling match, a clumsily outfitted Peter elbow drops onto his bulky opponent. After the match, he flips through a stack of cash.</p><p> </p><p>::<b>Peter</b>: When I let a thief run free after he stole from someone who slighted me, Uncle Ben paid the price. I'll never forget what he told me that day. </p><p> </p><p>The thief runs past an ambivalent Peter and shoots Ben before stealing his car. Our young hero crouches in front of his beloved uncle as he bleeds out.</p><p> </p><p>::<b>Ben</b>: Remember, Peter...with great power...comes great responsibility.</p><p> </p><p>He borrows a sewing kit from May, develops a vial of web fluid in his garage, and puts together his Spider-Man suit for the first time.</p><p> </p><p>::<b>Peter</b>: I decided to use my abilities for good. Now I protect the streets of New York as Spider-Man!</p><p> </p><p>He swings from the rooftops of New York into the camera, closing out the intro.</p>
<hr/><p>Peter walks down the sidewalk and towards the camera with an awed expression, looking up and around him. He’s wearing a navy green jacket, dark blue jeans, white sneakers with red highlights, and a shirt branded with the Avengers logo. </p><p> </p><p>::<b>Mary Jane</b>: I think we hit the jackpot with this place.</p><p> </p><p>Peter grins as he sees spunky redhead Mary Jane Watson and boisterous bald big guy Kenny “Kong” Li. Mary Jane is wearing a black sleeveless shirt and tan pants while Kenny is sporting an overcoat and a football jersey. </p><p> </p><p>::<b>Peter</b>: How’d you guys get here first? </p><p> </p><p>Mary Jane smirks and holds up her car keys.</p><p> </p><p>::<b>Mary Jane</b>: 'Cause I saved up for an actual car instead of blowing my money on a scooter straight out of the sixties. </p><p> </p><p>Peter rolls his eyes and crosses his arms.</p><p> </p><p>::<b>Peter</b>: Oh yeah, Mary Jane Watson, the definition of financially responsible. </p><p> </p><p>Kong steps between them.</p><p> </p><p>::<b>Kong</b>: Alright, guys, break it up.</p><p> </p><p>Mary Jane swings to the side to stick her tongue out at Peter, who laughs. </p><p> </p><p>::<b>Peter</b>: Here I was hoping college would be different.</p><p> </p><p>Kong wraps his arms around his friends, squeezing them a bit too hard for comfort. </p><p> </p><p>::<b>Kong</b>: Some things never change.</p><p> </p><p>The redhead smiles at her best friends.</p><p> </p><p>::<b>Mary Jane</b>: Wisdom from Kong, for one. </p><p> </p><p>Peter shakes his head as he looks out at the high-tech college campus before them with excitement. The architecture is sharp and bold, with stark white buildings highlighted by beautiful neon blue lights. A sign announces it as the Horizon Institute for Higher Learning. </p><p> </p><p>::<b>Peter</b>: No, this isn't going to be anything like Midtown High, I can feel it. No more petty drama, no more meathead bullies, no more barely scraping by. We're going to have our stuff togeth-</p><p> </p><p>A cop car flies through the air and crashes in the middle of the Horizon Institute campus. Peter, Mary Jane, and Kong look on in shock.</p><p> </p><p>::<b>Peter</b>: -er.</p><p> </p><p>Our young hero sighs, his optimistic expression faltering.</p>
<hr/><p>Flint, who is still made entirely of sand, is laying siege to a small Italian restaurant. The police bombard him with bullets, which merely disappear through one end of the superpowered thug and pop out the other.</p><p> </p><p>::<b>Flint</b>: C-OME OU-UT HE-ERE!</p><p> </p><p>He increases the size and length of his arm before punching through a window. </p><p> </p><p>::<b>Spider-Man</b>: Jeez, you couldn't have just left a negative review online? </p><p> </p><p>Flint, the police, and the citizens who have gathered around the scene turn to Spider-Man, who is posing on top of a cop car.</p><p> </p><p>::<b>Police Officer</b>: Hey, it's that crook Spider-Man!</p><p> </p><p>This new villain knocks the cop accosting Spider-Man out with a forceful punch.</p><p> </p><p>::<b>Flint</b> : SO-OOO-OOO MUCH NO-OISE! BE <b>QUIET</b>!</p><p> </p><p>Flint sweeps his arm, crushing the cop cars and tossing the police aside. Only Spider-Man, who leaps over the attack, goes unscathed.</p><p> </p><p>::<b>Spider-Man </b><span class="small">(whispering)</span>: <span class="small">Alright, no need to be rude!</span></p><p> </p><p>In a close-up, Spider-Man fires the web shooter on his wrist. A strand of web latches onto Flint's chest.</p><p> </p><p>::<b>Spider-Man</b>: We can still talk this out, man.</p><p> </p><p>Flint responds by turning one of his hands into a mace. Spider-Man sighs and shakes his head.</p><p> </p><p>::<b>Spider-Man</b>: One day the friendly approach will work.</p><p> </p><p>Spider-Man yanks himself forward with the web, kicking through the soft sand of Flint's stomach.</p><p> </p><p>::<b>Flint</b>: SPI-DER...MA-AN...LEAVE!</p><p> </p><p>The sand hardens around our hero's boots, trapping him, before Flint swats him away with his makeshift mace.</p><p> </p><p>::<b>Spider-Man</b>: You make a good argument…</p><p> </p><p>A sand covered Spider-Man slowly picks himself up as Flint turns to rip the front door to the restaurant apart. He punches through the ground and tears an aging Italian man out of the cellar beneath.</p><p> </p><p>::<b>Flint</b>: FOR-TU-NA-TO! YOU SENT THEM AFTER ME! IT'S ALL! YOUR! FAULT!</p><p> </p><p>Fortunato clutches his chest in terror, struggling within the sand man's grip. He enlarges his fist and raises it above the old man's head.</p><p> </p><p>::<b>Fortunato</b>: HELP!</p><p> </p><p>A fireball destroys the sand fist before Flint can take out his target. The three turn to see Johnny Storm, the Human Torch, wearing a smug smile.</p><p> </p><p>::<b>Human Torch</b>: Hey, Webhead.</p><p> </p><p>Spider-Man brushes himself off and tilts his head to the side.</p><p> </p><p>::<b>Spider-Man</b>: Johnny? </p><p> </p><p>Flint hurls Fortunato away and snarls at the newly arrived superhero.</p><p> </p><p>::<b>Flint</b> : FANTASTIC...FOOOOUR...YOUR MACHINE…TURN ME <b>BACK</b>!</p><p> </p><p>Spider-Man sighs and launches himself into the air with a web to follow Fortunato. </p><p> </p><p>::<b>Spider-Man</b>: One second…</p><p> </p><p>Fortunato, screaming and howling, begins to fall towards the ground at deadly speeds.</p><p> </p><p>::<b>Spider-Man</b>: Sorry about this!</p><p> </p><p>Spider-Man blasts web after web at him, knocking him against the nearest building and out of consciousness. Spider-Man clings to the wall and takes his pulse.</p><p> </p><p>::<b>Spider-Man</b>: Really glad that worked.</p><p> </p><p>Before he can catch his breath, he sees Human Torch hurtling through the air. </p><p> </p><p>::<b>Spider-Man</b>: There's my ride.</p><p> </p><p>Human Torch manages to stabilize himself and begins flying back towards Flint. Spider-Man hitches a ride on the other hero, latching a web to his stomach and holding onto it. </p><p> </p><p>::<b>Spider-Man</b>: You been working out?</p><p> </p><p>Spider-Man's fiery friend grins down at him.</p><p> </p><p>::<b>Human Torch</b>: Aww, you noticed.</p><p> </p><p>They make their way back to their new foe, Spider-Man swinging towards Flint at high speeds and kicking through his head, which almost instantly reforms.</p><p> </p><p>::<b>Human Torch</b>: Flint, I don't wanna fight you.</p><p> </p><p>Flint punches the ground, sending a wave of sand towards Spider-Man which pins him to the nearest wall.</p><p> </p><p>::<b>Flint</b>: YOU CAN FIX ME?</p><p> </p><p>Human Torch sheepishly scratches the back of his neck.</p><p> </p><p>::<b>Human Torch</b>: Not exactly, but-</p><p> </p><p>Flint punches Human Torch into Spider-Man and lets out a distressed howl.</p><p> </p><p>::<b>Flint</b> : THEN <b>DIE</b>!</p><p> </p><p>Human Torch gets up and extends a hand to Spider-Man.</p><p> </p><p>::<b>Spider-Man</b>: On a summer day in New York? No thanks.</p><p> </p><p>The other hero shrugs and turns to spray fire at the mysterious villain.</p><p> </p><p>::<b>Human Torch</b>: Suit yourself.</p><p> </p><p>The flame heats Flint's face, causing part of the sand that makes it up to turn to glass.</p><p> </p><p>::<b>Flint</b>: NO...NO!</p><p> </p><p>Flint blows a torrent of sand at Human Torch, who struggles to stay upright.</p><p> </p><p>::<b>Human Torch</b>: Aren't you supposed to be the resident hero here, Spider-Man?!</p><p> </p><p>Spider-Man leaps over his friend and Flint, landing behind the latter.</p><p> </p><p>::<b>Spider-Man</b>: I just had 200 pounds of living fire land on me, give me a break.</p><p> </p><p>He blasts web out of both shooters around Flint's neck, pulling his head back and stopping him from interrupting Human Torch's blast.</p><p> </p><p>::<b>Human Torch</b>: I am not 200 pounds.</p><p> </p><p>Flint growls and shifts into a massive pile of sand, slipping down a nearby drain. As sirens wail in the distance, the two heroes look at each other.</p><p> </p><p>::<b>Human Torch</b>: So I have some explaining to do.</p><p> </p><p>Spider-Man folds his arms and nods.</p>
<hr/><p>Peter and Johnny, both in their civilian clothes, are sitting together in a lounge inside the Baxter Building. Johnny, a handsome blond who is one or two years older than Peter, is holding a Fantastic Four branded tablet. </p><p> </p><p>::<b>Peter</b>: This is my first day of college. I almost missed orientation. </p><p> </p><p>Johnny raises his eyebrows and gently punches his friend in the shoulder.</p><p> </p><p>::<b>Johnny</b>: Hey, good for you, Pete. Empire State? NYU? </p><p> </p><p>Peter shakes his head and takes a sip of his iced tea.</p><p> </p><p>::<b>Peter</b>: The Horizon Institute.</p><p> </p><p>The blond chuckles and smiles.</p><p> </p><p>::<b>Johnny</b>: Course it's some elite nerd school. Reed would be proud.</p><p> </p><p>Peter looks around the room.</p><p> </p><p>::<b>Peter</b>: Where is Mr. Fantastic? Where's everybody else?</p><p> </p><p>Johnny pulls up security footage of the night before on the device.</p><p> </p><p>::<b>Johnny</b>: Reed and Sue are on their honeymoon in Attilan. Ben's on a mission to the Savage Land.</p><p> </p><p>He begins to play the video as Peter becomes confused.</p><p> </p><p>::<b>Peter</b>: The Savage Land?</p><p> </p><p>Johnny waves it away. The video shows as the thugs destroy the machine that turns Flint into a monster.</p><p> </p><p>::<b>Johnny</b>: It's this place with dinosaurs and cavemen. Nevermind that, look at this.</p><p> </p><p>They watch as his skin turns to sand and he kills the criminals. </p><p> </p><p>::<b>Peter</b>: Okay, first question...why did Reed Richards build a machine that turns people into sand monsters?</p><p> </p><p>Johnny pulls up a 3D model of the machine.</p><p> </p><p>::<b>Johnny</b>: That wasn't exactly the intention. It was supposed to temporarily make people elastic like Reed. He had a whole host of applications in mind. Turn S.H.I.E.L.D. agents into living barricades, help construction workers get around more safely, make certain operations safer and less painful.</p><p> </p><p>He switches to a file on Flint. </p><p> </p><p>::<b>Peter</b>: But when the Three Musketeers destroyed it, Mr. Flint Marko got the full blast?</p><p> </p><p>The blond hero nods and scrolls through Flint's information.</p><p> </p><p>::<b>Johnny</b>: Exactly. Flint was covered in sand at the time, so it became a part of him. Or all of him, actually.</p><p> </p><p>Peter sighs and shakes his head.</p><p> </p><p>::<b>Peter</b>: Why is it always science gone wrong?</p><p> </p><p>Johnny shrugs as they reach the end of Flint's file.</p><p> </p><p>::<b>Johnny</b>: Flint's got a laundry list of charges. Nothing extreme, but he's been known to work with the Maggia.</p><p> </p><p>Johnny slides to Vincent Fortunato's file.</p><p> </p><p>::<b>Peter</b>: The biggest criminal organization in New York short of Wilson Fisk's?</p><p> </p><p>He brings up Fortunato's criminal record.</p><p> </p><p>::<b>Johnny</b>: Exactly. Enter Vincent Fortunato, Maggia leader, Flint's employer, and the unfortunate owner of a recently demolished Italian restaurant.</p><p> </p><p>He flicks to a picture, taken by a security camera, of a conspicuous Flint exiting the restaurant's back door at night. </p><p> </p><p>::<b>Peter</b>: Fortunato turned on Flint and inadverdently got him turned into a sand monster? Only in New York.</p><p> </p><p>Johnny knocks back a soda and bites his lip.</p><p> </p><p>::<b>Johnny</b>: Thing is I could've stopped it if I were around. Reed and Sue and Ben trusted me to protect the Baxter Building. I was on a date. </p><p> </p><p>Peter scoffs at him and Johnny blushes.</p><p> </p><p>::<b>Peter</b>: Really, Johnny? </p><p> </p><p>Johnny sighs and vaporizes the empty bottle in his hand.</p><p> </p><p>::<b>Johnny</b>: You'd be getting dates too if you were out as a superhero. </p><p> </p><p>Peter throws his glass with super strength and it lands perfectly in the center of the dishwasher.</p><p> </p><p>::<b>Peter</b>: Your fault or not, Marko is in my neighborhood now. If he's going to be taking out his anger in less than constructive ways, we gotta put a stop to him.</p><p> </p><p>Johnny holds his hand up and accidentally sets it fire. He quickly shakes the flame off of it.</p><p> </p><p>::<b>Johnny</b>: It's a team-up?</p><p> </p><p>Peter gives him a high-five and nods.</p><p> </p><p>::<b>Peter</b>: Spider-Man and the Human Torch, what could go wrong?</p><p> </p><p>The blond laughs and smacks him on the shoulder.</p>
<hr/><p>Peter is unpacking in his dorm that evening. Most of his possessions are either cheap or outdated, from torn clothes to a patched together laptop. The only items he owns worth anything are an Avengers poster signed by Tony Stark and a wealth of photos. Some are with Uncle Ben, some are with Aunt May, some are with the both of them, and one is with Mary Jane, Kong, a dark-haired boy and a blonde girl.</p><p> </p><p>::<b>Kong</b>: Aww, Daily Bugle says Fortunato's on Fifth was wrecked by some guy they call the "Sandman". </p><p> </p><p>Peter unfolds a Midtown Chemistry Club shirt and cracks a smile.</p><p> </p><p>::<b>Peter</b>: The kind of creativity you'd expect from J. Jonah Jameson.</p><p> </p><p>The camera pulls back to reveal the whole room. Kong's side is mostly decorated with football memoribilia for the New York Mets, Midtown Mygalomorphs, and Horizon Hawks, though he's also put up a few math trophies.</p><p> </p><p>::<b>Kong</b>: You barely made it back in time for orientation today. You alright, Pete?</p><p> </p><p>Peter smiles and nods.</p><p> </p><p>::<b>Peter</b>: Thanks for caring, man. </p><p> </p><p>Kong smiles back as he pulls two golden football trophies out of one of his moving boxes.</p><p> </p><p>::<b>Kong</b>: I'm just happy to finally be living on my own. I finally feel like an adult.</p><p> </p><p>The brunette pulls his scuffed up cell phone out of his pocket.</p><p> </p><p>::<b>Peter</b>: Well, you're never too old for cheap takeout. Chang's?</p><p> </p><p>Kong nods and falls back onto his bed, creating enough force to launch Peter a few inches off the ground. </p><p> </p><p>::<b>Kong</b>: Since Fortunato's is wrecked…</p><p> </p><p>He gives a dramatic sigh and rests his hand on his head. Peter laughs and begins to dial the number.</p><p> </p><p>::<b>Peter</b>: Alright, Mary Jane. </p><p> </p><p>The dorm is shaked by a mighty roar in the distance. Peter and Kong look out the window at one of the Horizon Institute's security drones being smashed by Sandman's massive hand.</p><p> </p><p>::<b>Peter</b>: Hold that thought. </p><p> </p><p>Spider-Man swings onto a rooftop overlooking Sandman's scuffle with security. Sandman has changed once again, most of him is human but his arms, hands, legs, and feet remain sand. The drones blast the villain with electricity to no avail.</p><p> </p><p>::<b>Spider-Man</b>: Flint? You look great!</p><p> </p><p>He turns to look up at our hero and snarls. </p><p> </p><p>::<b>Sandman</b>: Spider-Man…</p><p> </p><p>He hurls his fist towards Spider-Man, who flips over it and lands on the ground. The fist crashes into the roof, trapping it. </p><p> </p><p>::<b>Spider-Man</b>: I'm gonna guess you're a little upset with me about Fortunato.</p><p> </p><p>Sandman scowls at Spider-Man, turning his free hand into a blade. </p><p> </p><p>::<b>Sandman</b>: A little?!</p><p> </p><p>He swings madly at our young hero while trying to free his other hand.</p><p> </p><p>::<b>Spider-Man</b>: Okay, hear me out. If you kill Fortunato, he never gets brought to justice. You end up in a cell in the Raft for the rest of your life. I was doing you a favor!</p><p> </p><p>Sandman slashes through his arm, causing it to collapse into sand. The arm he destroyed slowly begins to reform.</p><p> </p><p>::<b>Sandman</b>: You're right, Spider-Man…Fortunato can spend the rest of his miserable life trying to rebuild. I'm going to put these powers to use. </p><p> </p><p>Spider-Man sighs and shakes his head.</p><p> </p><p>::<b>Spider-Man</b>: That's really not what I meant!</p><p> </p><p>The villain fires boulders of hardened sand at Spider-Man from his empty sleeve. He leaps over and ducks under each one, dodging every attack and countering with a punch to the jaw which does little more than leave a dent in Flint's face.</p><p> </p><p>::<b>Sandman</b>: You shoulda brought your friend.</p><p> </p><p>Sandman slams his fist into Spider-Man's face, knocking him to the ground. </p><p> </p><p>::<b>Spider-Man</b>: Coulda kicked in a few seconds earlier, spider sense…</p><p> </p><p>Our hero, laid on his back, uses his web shooters to grab onto the security drones and smash them into Sandman. This proves only a minor irritation.</p><p> </p><p>::<b>Spider-Man</b>: I really thought those generated more heat!</p><p> </p><p>Sandman spews sand on Spider-Man which instantly solidifies, trapping our hero on the ground. He then turns his hand into a hammer and smashes it into Spider-Man’s gut, eliciting a pained groan.</p><p> </p><p>::<b>Spider-Man</b>: Oww…</p><p> </p><p>He rapidly fires webs at Sandman’s shoulders, attempting to buy himself some time, but his new nemesis breaks free and strikes him with both fists. Spider-Man coughs and pants, laying his head back against the concrete.</p><p> </p><p>::<b>Sandman</b>: I don’t wanna kill you unless I have to. Stay out of my way. </p><p> </p><p>Beaten down and broken, Spider-Man mutters something incoherently. Sandman slips off into the night. </p>
<hr/><p>Early the next day, Spider-Man wakes up. The sand has softened, but he’s still too bruised and battered to get up.</p><p> </p><p>::<b>Spider-Man</b>: Electro, Mysterio, the Vulture, Doc Ock...and it’s the freakin’ Sandman who beats me.</p><p> </p><p>He pulls himself up with a pained grunt.</p><p> </p><p>::<b>Spider-Man</b>: Four more years of this…</p><p> </p><p>Spider-Man limps into the empty Horizon Science Lab. A montage shows him patching up his suit and refilling his web shooters. A blonde student wearing glasses walks in and drops her notebook.</p><p> </p><p>::<b>Student</b>: S-Spider...Spider-Man?</p><p> </p><p>His eyes widen and he slowly nods.</p><p> </p><p>::<b>Spider-Man</b>: Heeey. Do you know if Algebra has started yet?</p><p> </p><p>She squints in confusion.</p><p> </p><p>::<b>Student</b>: Yeah, my friend just went there. Are you, like, a student here?</p><p> </p><p>Spider-Man thinks his answer over for a moment. We cut to Peter stumbling in late, drawing the attention of Mary Jane, Kong, every other student, and the professor. </p><p> </p><p>::<b>Professor</b>: ...Anyways.</p><p> </p><p>At each class, Peter is distracted, tired, or late. By the end of the school day, he's clearly exhausted. He walks the campus alongside Mary Jane, the both of them holding coffee cups.</p><p> </p><p>::<b>Mary Jane</b>: Are you okay, Pete? </p><p> </p><p>The brunette slowly nods, taking a sip from his cup.</p><p> </p><p>::<b>Peter</b>: I’m fine, MJ.</p><p> </p><p>She raises an eyebrow and sighs.</p><p> </p><p>::<b>Mary Jane</b>: Are you? You were late to Algebra, you practically slept through English Lit...what’s going on?</p><p> </p><p>He shakes his head and frowns.</p><p> </p><p>::<b>Peter</b>: Nothing.</p><p> </p><p>She finishes her drink and tosses it in a nearby garbage can.</p><p> </p><p>::<b>Mary Jane</b>: I don’t wanna be that friend who can’t mind her own business. It just sucks to watch you fall back into old habits. You’re practically a genius. You could do anything with your life...but it’s like there’s something holding you back. I just wish I could help.</p><p> </p><p>Peter smiles at her sadly.</p><p> </p><p>::<b>Peter</b>: I think I gotta help myself on this one.</p><p> </p><p>Mary Jane nods in understanding.</p><p> </p><p>::<b>Mary Jane</b>: I get it. Sometimes the only one who can pick you up is yourself. </p><p> </p><p>He thinks over what she said for a moment before his eyes widen.</p><p> </p><p>::<b>Peter</b>: I gotta go, MJ! Bye!</p><p> </p><p>Peter sprints away, leaving Mary Jane alone and confused.</p><p> </p><p>::<b>Mary Jane</b>: Why do guys love to be so mysterious?</p><p> </p><p>The scene jumps to Spider-Man swinging onto the window of the Baxter Building's lounge. Johnny jumps in his seat when he sees him.</p><p> </p><p>::<b>Johnny</b>: What the…</p><p> </p><p>Spider-Man awkwardly knocks on the glass. The blond gets up and opens the window, letting him in.</p><p> </p><p>::<b>Spider-Man</b>: I figured it out.</p><p> </p><p>He raises an eyebrow and crosses his arms.</p><p> </p><p>::<b>Johnny</b>: You figured what out?</p><p> </p><p>Spider-Man pulls off his mask and slams the window shut.</p><p> </p><p>::<b>Peter</b>: Last night, I had a run in with Flint on campus.</p><p> </p><p>Johnny strokes his chin.</p><p> </p><p>::<b>Johnny</b>: What would a seasoned criminal want with a supernerd college?</p><p> </p><p>Peter leans against the wall.</p><p> </p><p>::<b>Peter</b>: Think about it. Why would Flint rob a bank like some common criminal when he could score tech donated by Stark Industries, the Fantastic Four, the Wakandan government? </p><p> </p><p>Johnny opens his mouth as he realizes their mutual enemy's plan.</p><p> </p><p>::<b>Johnny</b>: The Horizon Science Lab!</p><p> </p><p>The brunette grins at his friend.</p><p> </p><p>::<b>Peter</b>: I think we have some work to do.</p><p> </p><p>They enthusiastically high-five as we pull back on the Baxter Building while they discuss their plan.</p>
<hr/><p>Sandman slips into the science lab in the middle of the night. As he trudges along the sleek floor, he hears something flying through the air.</p><p> </p><p>::<b>Sandman</b>: Not those stupid drones…</p><p> </p><p>He narrows his eyes as he feels something on his back. The camera pans to show that it's a vial of white fluid, attached to Sandman by a web. He attempts to pull it off but accidentally crushes it within his hand, causing the sticky web fluid inside to burst onto his arm and cover his body.</p><p> </p><p>::<b>Sandman</b>: Not again!</p><p> </p><p>Human Torch emerges from the shadows with a smirk.</p><p> </p><p>::<b>Human Torch</b>: Yeah, again. </p><p> </p><p>The blond hero blasts flame at the immobilized Sandman, turning grains of sand to shards of glass.</p><p> </p><p>::<b>Spider-Man</b>: You kinda left us no choice!</p><p> </p><p>Spider-Man swings into frame, kicking Sandman out of the trap and onto his back. The heroes stand over him with disapproving glances. </p><p> </p><p>::<b>Sandman</b>: You could have left me ALONE!</p><p> </p><p>He launches his feet at them, knocking the pair through the wall. Spider-Man lands in his friend's arms.</p><p> </p><p>::<b>Spider-Man</b>: Well, this is awkward.</p><p> </p><p>He blasts a web at Sandman. Human Torch shrugs and lights it ablaze with a fireball in mid-air. The fiery web hits their foe, burning a hole through his arm and turning part of the sand that makes him up into glass.</p><p> </p><p>::<b>Sandman</b>: I...won't stop...until you're both buried!</p><p> </p><p>Sandman tears out the scorching web and uses his stretchy arm to snatch a green vial.</p><p> </p><p>::<b>Sandman</b>: Let's put this fancy science to work.</p><p> </p><p>He downs the chemicals and begins to grow ten times his original size, smashing through the roof. Spider-Man and Human Torch look up in awe and terror.</p><p> </p><p>::<b>Spider-Man</b>: Who left that laying around?!</p><p> </p><p>Human Torch begins to lift off the ground. </p><p> </p><p>::<b>Human Torch</b>: You scientist types are really, annoyingly absent-minded!</p><p> </p><p>He flies around Sandman, desperately shooting fire at him in an attempt to bring him down. Spider-Man attaches a web to the massive monster and swings around him as Sandman stomps through the campus.</p><p> </p><p>::<b>Spider-Man</b>: I'm gonna be siii-iii-iiick!</p><p> </p><p>He uses his other web shooter to try and stick the supervillain's legs together, but to no avail. Sandman takes them away from the Horizon Institute and into the nearby docks. Human Torch blasts a continuous stream of flame at his face, but he's just too big for it to have any real effect. </p><p> </p><p>::<b>Sandman</b> : GET OFF <b>ME</b>!</p><p> </p><p>Sandman swats at Spider-Man, who swings through his gigantic fingers. He clings to Sandman's stomach and sprints up him.</p><p> </p><p>::<b>Spider-Man</b>: Running up a giant sand monster, okay!</p><p> </p><p>The supervillain attempts to spew sand at Spider-Man, but Human Torch distracts him by firing flame into his mouth. </p><p> </p><p>::<b>Human Torch</b>: Sorry, Flint!</p><p> </p><p>Spider-Man reaches Sandman's huge head and runs over to his ear. He shoots web inside, sending the monster into a daze.</p><p> </p><p>::<b>Spider-Man</b>: Oh, this is so gross!</p><p> </p><p>Following his fellow hero's lead, Human Torch shoots fire inside Sandman's other ear, causing him to growl in anger. He attempts to get the two off of him, smashing into himself and reducing him to a much smaller size. Spider-Man and Human Torch leap off and stand side by side in front of him. </p><p> </p><p>::<b>Human Torch</b>: You wanna try that thing again?</p><p> </p><p>Spidey confidently nods, holding his hand up.</p><p> </p><p>::<b>Spider-Man</b>: Let's do it.</p><p> </p><p>Human Torch walks backwards before running and jumping into the air. Spider-Man forms a web shield which his friend lands on, before thrusting it upwards. As Human Torch is launched through the air at high speeds, he slams through Sandman's chest. </p><p> </p><p>::<b>Sandman</b>: I...hate...heroes…</p><p> </p><p>Sandman stumbles backwards towards the water. Spider-Man shoots two webs at him and attempts to prevent him from falling.</p><p> </p><p>::<b>Spider-Man</b>: Wait!</p><p> </p><p>Sandman snarls and turns one of his arms into a blade once again.</p><p> </p><p>::<b>Sandman</b>: Don't save me.</p><p> </p><p>He cuts through the webs and falls into the water. They run up to the dock's edge to find that he's disappeared without a trace. Our heroes look at each other, stunned.</p>
<hr/><p>The scene opens on Chang's a few hours later. The restaurant's neon red sign contrasts nicely with the night sky. Inside, Peter and Johnny are having dinner. </p><p> </p><p>::<b>Peter</b>: I hope Flint survived somehow. He was a bad guy, but he didn't deserve that.</p><p> </p><p>Johnny slurps down some chow mein before taking a drink of soda.</p><p> </p><p>::<b>Johnny</b>: It's not your fault, Peter. You tried to save him. That's all any of us can do - try. </p><p> </p><p>The brunette nods and sighs.</p><p> </p><p>::<b>Peter</b>: How do you do it, Johnny? School, superheroics, some semblance of a normal life?</p><p> </p><p>The blond gives a shrug of uncertainty.</p><p> </p><p>::<b>Johnny</b>: I still don't quite know. You'll figure it out, Pete. You're a smart guy.</p><p> </p><p>Peter smiles and clinks his glass against Johnny's. The next day, Peter runs to catch up with Mary Jane and Kong. Mary Jane looks over at him, happily surprised.</p><p> </p><p>::<b>Mary Jane</b>: Peter Parker, on time for class? I never thought I’d see the day.</p><p> </p><p>Kong nods in agreement. Peter grins at his best friends.</p><p> </p><p>::<b>Peter</b>: Hey, I’m trying. </p><p> </p><p>The episode ends as we zoom out on the trio walking to class together. The three are enjoying each other’s company, the campus is rebuilding, and the sun is shining brightly on New York. </p>
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